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HomeMy WebLinkAboutResolution - 2019-109 - Public Finance Authority Issuance of Bonds on Behalf of Castle Ridge Care Center - 10/01/2019CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2019-109 A RESOLUTION OF THE CITY COUNCIL OF EDEN PRAIRIE, MINNESOTA APPROVING THE ISSUANCE BY THE PUBLIC FINANCE AUTHORITY OF BONDS ON BEHALF OF CASTLE RIDGE CARE CENTER, INC. WHEREAS, Castle Ridge Care Center, Inc., a Minnesota nonprofit corporation (the "Borrower"), has requested that the Public Finance Authority, a commission organized under the laws of the State of Wisconsin (the "Authority"), issue its Revenue Bonds (Castle Ridge Care Center Project) Series 2019 (the "Bonds"), in one or more series and in an amount not to exceed $110,000,000, to finance the (i) acquisition, construction and equipping of a 274-unit senior housing campus providing a continuum of care (the "Project") to be located in Eden Prairie, Minnesota (the "City"), (ii) capitalization of interest on the Bonds, (iii) funding of a debt service reserve fund for the Bonds, and (iv) payment of certain costs of issuing of the Bonds; and WHEREAS, the Project will be initially owned and operated by the Borrower; and WHEREAS, the Bonds or a portion thereof will be "private activity bonds" and "qualified 501 ( c )(3) bonds" for purposes of the Internal Revenue Code of 1986, as amended (the "Code"); and WHEREAS, pursuant to Section 147(±) of the Code, prior to their issuance, the Bonds are required to be approved by the "applicable elected representative" of a governmental unit having jurisdiction over the area in which the Project is located, after a public hearing held following reasonable public notice; and WHEREAS, pursuant to Section 66.0304(11)(a) of the Wisconsin Statutes, prior to their issuance, the Bonds issued by the Authority must be approved by the governing body or highest ranking executive or administrator of the political jurisdiction within whose boundaries the Project is to be located; and WHEREAS, the members of the City Council (the "Governing Body") of the City are the applicable elected representatives of the City; and WHEREAS, the Borrower has requested that the Governing Body approve the financing of the Project and the issuance of the Bonds in order to satisfy the public approval requirement of Section 14 7 ( f) of the Code and the requirements of Section 4 of the Amended and Restated Joint Exercise of Powers Agreement Relating to the Public Finance Authority, dated as of September 28, 2010 (the "Joint Exercise Agreement"), and Section 66.0304(11)(a) of the Wisconsin Statutes; and WHEREAS, pursuant to Section 147(±) of the Code, the Governing Body or its designee has, following notice duly given in the form attached hereto as Exhibit A (the "TEFRA Notice"), held a public hearing regarding the financing of the Project and the issuance of the Bonds, and now desires to approve the financing and the issuance by the Authority of the Bonds relating to the Project. WHEREAS, the TEFRA Notice provided notice of a public hearing to be held on October 1, 2019. NOW, THEREFORE, BE IT RESOLVED BY THE ABOVE-NAMED GOVERNING BODY AS FOLLOWS: Section 1. The above recitals are true and correct. Section 2. The Governing Body hereby approves the issuance of the Bonds by the Authority for financing the Project. It is the purpose and intent of the Governing Body that this resolution constitute approval of the issuance of the Bonds by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Project is located, in accordance with Section 147(±) of the Code, Section 66.0304(1 l)(a) of the Wisconsin Statutes and Section 4 of the Joint Exercise Agreement. The Governing Body has not performed any due diligence with regard to the Project or the issuance of the Bonds. This Resolution shall not be construed as an endorsement by the Governing Body of the Project, the Bonds, or the actions of the Authority or the Borrower in connection therewith. Section 3. The officers of the Governing Body are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents that they deem necessary or advisable in order to carry out, give effect to and comply with the terms and intent of this resolution and the financing approved hereby. ADOPTED by the City Council of the City of Eden Prairie this 151 day of October, 2019. ATTEST: EXHIBIT A FORM OF TEFRA NOTICE NOTICE OF PUBLIC HEARING CONCERNING THE ISSUANCE OF BONDS BY THE PUBLIC FINANCE AUTHORITY AND A PLAN OF FINANCE FOR CASTLE RIDGE CARE CENTER, INC. NOTICE IS HEREBY GIVEN that the City Council of the City of Eden Prairie, Minnesota (the "City"), will conduct a public hearing concerning the approval of the issuance of certain revenue bonds, in an aggregate principal amount not to exceed $110,000,000 (the "Bonds"), pursuant to Section 66.0304 of the Wisconsin Statutes, as amended, by the Public Finance Authority (the "Authority"), a commission organized under and pursuant to the provisions of Sections 66.0301, 66.0303 and 66.0304 of the Wisconsin Statutes, as amended. The Bonds may be issued in one or more series as either tax-exempt or taxable obligations. The Bonds will be limited obligations of the Authority payable solely from the payments to be made by Castle Ridge Care Center, Inc. (the "Borrower"), to the Authority, under a loan agreement related to the Bonds between the Borrower and the Authority. Proceeds of the Bonds will be used by the Borrower to finance the: (i) acquisition, construction and equipping of a 274-unit continuing care retirement community (the "Project") to be located at the west corner of Prairie Center Drive and Commonwealth Drive in the City, (ii) capitalization of interest on the Bonds, (iii) funding of a debt service reserve fund, and (iv) payment of certain costs of issuing of the Bonds. The Project may also include land or interests in the land, buildings, structures, machinery, equipment, furnishings or other real or personal property located on the same site as the Project. This notice is intended to comply with the public notice requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended. All interested parties are invited to attend and present comments at the public hearing regarding the plan of finance, the issuance of the Bonds and the financing of the Project. The public hearing on the Bonds, plan of finance and financing of the Project will be held on October 1, 2019, at 7:00 p.m., in the Eden Prairie City Center, 8080 Mitchell Road, Eden Prairie, Minnesota 55344. Dated September 12, 201 9